Their Place
by svgurl410
Summary: oneshot; Milkshakes were their thing. Chloe/Clark


This was written as a birthday fic for a friend! Enjoy and please let me know what you think!

**Story**: Their Place**  
Pairing/Characters**: Chloe/Clark**  
Rating**: PG-13**  
Disclaimer**: don't own anything**  
Warning**: none**  
Spoilers**: up till 6x13 "Crimson"**  
Summary**: Milkshakes were their thing.

* * *

Milkshakes were their thing. It was a tradition with Chloe and him now. He could easily remember how it started. She had just gotten her first article published in the Daily Planet, an article that had been the result of Lois going undercover in a strip club and almost getting kidnapped by some wealthy jerk.

Fortunately, he had managed to save Lois and Chloe had used some tricks to get that guy arrested in his home country. The end result had been Chloe Sullivan getting her byline and she had been excited. Though Lois had been very proud of her cousin, she had been in the process of moving to the apartment above the Talon and she had to work that night so she couldn't come celebrate with them.

But knowing how important this achievement was to Chloe, Clark couldn't let it go unnoticed. So they went to Metropolis but neither had been really interested in getting dinner. Walking around the downtown, they found a nice ice cream parlor.

It had an old-fashioned look to it and the minute he saw Chloe's eyes light up, he suggested they go in.

_Clark opened the door for his best friend and couldn't help but smile as he saw the excited look on her face as she entered. _

_Following her inside, he took a moment to look around. It was a nice place, situated in downtown Metropolis, and fairly close to the Planet. He silently wondered why he had never heard of it before. _

"_This is great Clark," Chloe gushed. "I heard of this place … someone at the Planet was talking about it. They're supposed to have the best milkshakes ever." _

"_Really?" Clark asked. Chloe had never mentioned this place to him before. _

_She nodded, a cute smile on her face. "I've been dying to try it out." _

"_Then why haven't you?" Clark couldn't help but ask. "It's not too far from where you work." _

_To his surprise, he saw her shrug and blush slightly, her eyes darting away from his face. Now he was confused but when he looked around, he got the answers that she wasn't giving. _

_The place was filled with booths and in those booths held only two people … two people that were usually a couple. _

_It was one of those places, he realized. _

_Sure, there were friends there but it was a one of those cozy places where someone came with their boyfriend or girlfriend. _

_Which was why Chloe had stopped herself from coming. Nobody came here alone and it seemed like the type of place where part of the experience was dining in. _

_Clark wasn't uncomfortable though. It was Chloe … she was the few people that he actually felt relaxed around. _

_He eyed the menu. "So what are you going to get?" he asked casually. _

_She looked up at him, and out of the corner of his eye, he could see relief in her expression that he was cool with this. _

_What she didn't seem to realize was that she was his best friend … he'd do anything for her. She had been a stabilizing force in his life and even now, after knowing his secret, she stood by him. He couldn't help but be grateful for her. How could he deny her this small thing? _

_Chloe hadn't developed mind reading abilities yet, despite being able to read him like a book so she didn't know what he was thinking. She was concentrating on the menu and he was content to just watch her. _

_Ever since his breakup with Lana, the two of them had been getting closer. She knew how it hurt Clark for Lana to be gravitating toward Lex, and she was his shoulder. Then again, she always had been. He inwardly cringed as he recalled how he came to her with problems of their sex lives of all things. _

_No, he had definitely not made the smartest decisions but he was glad she hadn't left him. _

_He hoped she never would. _

"_Clark?" Chloe's voice brought him back to reality. _

"_Yeah?" he said. _

"_I just wanted to know if you were ready to order," she told him. He took a moment to quickly scan the menu, deciding what he wanted almost immediately, and nodded. _

_They got to the counter and he waited for Chloe to say what she wanted before ordering himself. _

_When he saw her opening her purse, he shook his head. _

"_Nuh-uh, I don't think so," he said, pulling out his own wallet, quickly paying for them both before could blink. "This is my treat." _

"_Clark," Chloe began but he just raised an eyebrow and gave her a challenging look, as if daring her to argue with him. _

_Seeing the true Kent stubbornness, she didn't say anything. _

_He grinned, and they were both silent as they waited for their drinks. _

"_Thanks Clark," she said, after they were both seated with their milkshakes in hand. "You didn't have to, you know." _

"_Chlo," he said patiently. "You just had your first article published. This is nothing … you just made a big step toward accomplishing your dream. And I want you to know how proud I am of you." _

_She blushed. "Clark, it's not just the milkshake … it's the thought behind it." _

"_Well, what are friends for?" Clark quipped. They exchanged smiles and Clark, in moment of spontaneity, raised his glass. _

"_To Chloe Sullivan," he said, "Future Pulitzer winner." _

"_It was one article," Chloe protested. _

"_With many more to come," Clark assured her. "This is just the beginning." She giggled but clicked the glass anyway. _

_Seeing her smile, something in him tightened. Just being with her was great. In fact, he felt better at that moment than he had ever had before. But they were friends; it was absolutely normal to feel like this around your best friend. _

_Right? _

Clark didn't think much about it, not then and certainly not later. He chalked it up to loneliness and his heart trying to find someone now that Lana was out of his life. Besides, it was _Chloe_. The last time he had screwed it up, broken her heart and almost ruined their friendship.

Yeah, he was not doing that again.

A week after the milkshake outing, Clark got Chloe's article framed for her. She had been pleasantly surprised with the gift.

"You'll need it," he explained, "When one day, your shelf is full of Pulitzers, people will wonder where the famous Chloe Sullivan started out. Then you can look back and see the first article that you got published."

She had hugged and thanked him, trying to make jokes but he had seen the tears of joy in her eyes. Sometimes, he could do things right too.

They hadn't gone back immediately but one day, he had come to see Chloe at the Daily Planet and she had been craving milkshakes. So they went back. And they went back again when she had had a particularly rough week.

It had been purely coincidental that all three times they had gone had fallen on a Friday. It had been him who suggested and suddenly ,they had a pattern. Besides, neither of them had much of a love life so it was nice to have someone to hang out with on a Friday evening.

Chloe was good company too and he wasn't sure that there was anywhere else he'd rather be. Sometimes they went out to dinner but milkshakes on Friday were a must.

One time, she argued with him.

"_Clark," she said, "My hips are going to be huge! You may have insane metabolism but some of us gain weight! I don't want to be a blimp!" _

"_You're beautiful," Clark said immediately and he had meant it. He loved his Chloe the way she was and she didn't need her looking like some anorexic model. _

"_Come on, Chloe, please," he asked, smiling hopefully. _

"_If you think that famous Kent smile will work," she said slowly. He grinned. "You'd be right," she finished, sighing. _

"_Great!" Clark said enthusiastically. _

"_I'm hopeless to that pout," she said, shaking her head. _

"_First of all, I don't pout," Clark corrected. "And second of all … I have no problems with you not being able to say no to me." _

"_You wouldn't," she retorted. She grabbed her purse. "Let's go. I guess I'll just have to make it to the gym this weekend." _

"_Oh Chloe," Clark said, chuckling. _

"_Clark, I don't know if you realized but thin is in," she said seriously and he didn't like the look in her eyes. "Some of us have to work to maintain our weight." _

_She started to walk out but Clark was quick and grabbed her hand, stopping her in her place. _

_Turning her head, she looked at him quizzically. "Clark?" _

"_If you want to go to the gym to be healthy, that's fine," Clark said seriously. "But please … don't turn into one of those stick models. I've always admired you for not caring what others think and if you ask me, you're better looking than any of them anyway." _

_He closed the distance and stopped in front of her. Gently kissing the top of her head, he beamed. _

"_You're beautiful … never let anyone let you think differently." _

_And for what was probably the first time in her life, Chloe Sullivan was speechless. _

There had been no more arguments after that. Fridays became Clark's favorite day of the week. Chloe and he spent time together, talking about everything under the sun but making sure that nothing had to do with meteor freaks or saving the world or work of any kind.

He made sure to listen to whatever she had to say and whenever she needed an ear, he was there. Soon, he was positive nobody knew Chloe better than him … and nobody knew him better than his Chloe.

His Chloe … he had started to become possessive over her. Something was changing between them but he just didn't want to admit it.

He didn't want to think about how natural it was to put his arm around her or the ease in which she touched his arm. He couldn't afford to consider how many people she worked with thought they were dating, or the suspicious glances he got for always being around. He wouldn't allow himself to wonder what it would be like to just lean down and kiss her, when they were standing so close that there was no space between them and she was just smelling so _good_.

Never did he think that she would be the one to kiss him. Granted it had been when they thought the world was ending but it had been a kiss.

Dark Thursday was remembered as a day of pain, suffering and damage … the city had been destroyed and countless lives had been lost. Hell, he had almost died.

But all he could think about was that was the day that Chloe had kissed him. It had been an amazing, out of this world kiss that had changed everything.

Almost.

"_I don't wanna leave you here alone," Clark said, glancing around the Daily Planet. He knew what he had to do … go and stop Zod. But the city had already succumbed to chaos and he couldn't leave Chloe unprotected. _

"_You have to," Chloe told him and he knew that she was right. _

_With a nod, he turned to move toward the exit but her voice stopped him. _

"_Clark," she said, causing him to turn around. Walking toward him, she added, "I don't know if I'm going to see you again," _

_In a completely unexpected move, she captured his lips with hers. _

_He hadn't expected it but he responded instinctively, pulling her close, his hand resting on her back. They hadn't done this in so long and Clark had never expected it to feel so right. _

_But it did. It felt better than kissing Lana ever had. _

_It would just be so easy to lose himself in her embrace, just stay there with her but he couldn't. He had a responsibility and a world to save. Fortunately, for both of them, she pulled away. _

_He looked toward the door and back at her, not quite knowing what to say. What could someone say after a kiss like that? _

_So he didn't say anything at all and left. _

_One thing was for certain though … he was going to come back. He had a reason to return and when the world was safe, they would talk about this. _

Chloe hadn't known it and he had never told her but she had been his strength, the reason that he had fought so hard.

Even when he was trapped in the Phantom Zone, all he could think about was her adorable smile and the way her lips felt pressed against his own and he didn't give up.

He escaped from the Phantom Zone and he won against Zod.

But with Chloe, he had lost out.

_The first place he had gone after Zod was defeated was the hospital. He had to check on his mom and he made sure to check on Lois too. She may annoy him sometimes but he did care about her and wanted to make sure she was all right. _

_She was and he was amazed that she had been in the Fortress. Her description was even more amusing but he didn't think too much of it. _

_His next stop was the Daily Planet. Walking down the stairs, his gaze immediately locked on Chloe's. _

"_Clark," She gasped when she saw him and practically ran toward him. _

"_Oh my God," she said, hugging him. "I thought you were dead!" _

"_Hey," he replied, returning the hug, relieved to be back in her arms again. _

"_Um … so did I … for a while there," he admitted. _

_His words caused her to pull away suddenly. "What happened?" Chloe asked, searching his expression, concern written all over her own. "Where did you go?" _

"_A place I never want to go again," he said, remaining vague. "Are you okay?" _

"_Yeah," she said, a smile lighting up her features. "Everything's great now that you're here." She hugged him again and he felt good. _

_This was where he belonged … with Chloe. _

_He heard her sigh happily and he knew that this was the moment. 'Be brave Clark,' he told himself. _

"_Umm," he said, slowly pulling back, "Chloe … before I left … there was this moment that we, um …" Why couldn't he just get the words out? _

"_Where I laid one on you?" Chloe asked easily. And how could she be so calm about it? "Don't worry Clark. It was the end of the world. It's not like I was expecting us to hook up." _

_And with just those few words, she had broken his heart. _

_Outwardly, he remained cool though. Because if this wasn't what she wanted, he wasn't going to pressure her. If he did, he may lose her and he couldn't bear to do that. Friendship was all that was on the table apparently … Chloe Sullivan had gotten over him and he just had to accept that. _

_No matter how much it hurt. _

"_Umm … yeah," he lied, "Me … me neither." _

_She smiled, clearly believing the lie._

_The subject was dropped. _

_Mostly because that was the moment that Jimmy Olsen had shown up and Clark found out exactly the reason why Chloe didn't want anything more. _

_Someone had already taken his place in her heart. _

_He was too late. _

Watching Chloe and Jimmy together was painful. He was certain Jimmy could tell how he felt, which was why the other man was so cautious around him, but he made Chloe happy, so he tried to hide the feelings of jealousy that came up whenever he saw them interact and be playful and happy.

Because it should've been him. It could've been him if he hadn't been such a coward.

He tried to focus on other things. Chloe spent time with him, helping him with the newest issues so it wasn't like he lost her completely. Clark still had his friend and for that, he was grateful.

The sadness he felt … he pretended that it was toward Lex's new relationship with Lana. It was easy enough. Everyone knew how crazy he had once been over Lana and pretending he was missing her was not such a hard act to put up.

Clark did miss her … as only a friend but he realized that he had fallen out of love with her. There was one woman who had his heart and it definitely wasn't Lana Lang.

Chloe and he still went for milkshakes. Much to his surprise and pleasure, he didn't take Jimmy there, though he had mentioned it once.

_Clark was at the Daily Planet, as usual, getting help from Chloe on Zoners. The criminals of the Phantom Zone had escape the same time he had and there was no other choice but to stop them. They were just talking when Jimmy showed up. _

"_Hey Chloe," he said, and Clark inwardly cringed when he watched Jimmy kiss Chloe lightly. "Hey CK," he added. _

"_Hi Jimmy," Clark said politely. _

"_What's going on?" Jimmy questioned. Clark knew that Jimmy didn't appreciate the amount of time Chloe spent with him but Clark didn't care. He was Chloe's best friend and the other man was just going to have to deal because Clark wasn't going anywhere. _

"_Not much," Clark responded, lying easily. "Chloe's just looking up some stuff for me." He forced a smile. "How're you doing?" _

"_Good, I'm good," Jimmy said cheerfully. He turned toward Chloe. "I was just making sure we were on for tonight." _

"_Definitely," Chloe confirmed, giving him a warm smile, not realizing that Clark was wishing with all his heart that it was him she was looking at like that. _

"_You know," Jimmy told her. "I heard about this great milkshake place." And with that, Clark's stomach dropped. "Maybe we can check it out," Jimmy suggested. _

_Clark shoved his hands in his pocket, so that they wouldn't see his fists were clenched. 'No,' he thought, 'Anything but that.' This day was just getting worse and worse. _

"_Actually Jimmy," Chloe said calmly. "I heard about that place … I'd rather not. Maybe we can go to that new Mexican restaurant. Go to a movie afterwards?" _

_Clark was filled with a sense of both relief and curiosity. On one hand, he was happy that Chloe wasn't going to that place with Jimmy but then again, he wondered why. After all, it was a couples like place and Jimmy was her boyfriend. One would think that she would be happy to finally have a significant other to go with instead of just her best friend. _

_Jimmy shrugged, not bothered and was completely oblivious to Clark's thoughts. "Sure, sounds good to me." He kissed her. "I'll see you later, bright eyes." Turning to Clark, "Bye CK!" _

_Clark nodded. "See you Jimmy." He watched as Jimmy walked away before turning back to Chloe. _

"_What was that all about?" he asked curiously. _

"_What was what all about?" Chloe questioned. _

"_I wouldn't have been offended if you had said yes, you know," Clark said quietly. Not offended … hurt was more like it but he wasn't going to tell Chloe that. She was in a stable relationship and he wasn't about to screw it up for her. _

"_I didn't want to go there with him," Chloe said, shrugging. _

"_Why not?" Clark couldn't help but ask. _

"_Because," she said simply. "It's our place." _

_Clark shot her a blinding grin, his day suddenly a whole lot better. _

_Chloe thought of it as "their place". _

_Their place. He liked the sound of that. _

They had stood by each through a lot. Clark counted on her more than anyone and depended on her most of all. His mom became busy with politics. Lois was a friend and though he had grown to care about her, they still weren't that close. Besides, she got caught up in a relationship with Oliver Queen and wasn't around that much.

Chloe, on the other hand … Chloe was everything. His partner, his best friend and the woman he loved all rolled into one.

Not to mention his confidante, his rock and his shoulder … she was just amazing. If she thought him to be her superman, she was definitely his superwoman. Not having powers didn't make Chloe Sullivan any less incredible.

Which was why seeing her with Jimmy caused him so much pain but he could do nothing about it. He realized that that must've been how she felt whenever he was going crazy over Lana and felt guilty.

Lana … he continued to pretend he was in love with her, as to not set off any suspicions to why he was moping. Chloe fell for the act and she supported him … supported him through his so called pain at seeing Lana and Lex plastered all across the tabloids. Comforted him when Lex proposed and Clark found out that Lana was pregnant. Didn't leave him even when he yelled at her for keeping her pregnancy a secret and forgave him when he apologized. No matter what he threw at her, she always stuck around and he was certain on more than one day that he didn't deserve her.

Clark knew there'd come a time when he would cross the line. He didn't always think when shooting of his mouth and now, he was positive the damage he had done was irreversible. This time, he may have lost her for good.

Valentine's Day had come and gone and Clark had royally screwed up. Chloe had taken him out to cheer him up over Lana and Lex's engagement. Jimmy was there too and to his surprise, he had brought along Lois, who was recovering over her breakup with Oliver.

To his horror, he found out that Jimmy's genius plan was to set them up. Sure, Lois was attractive and he knew from when he was pretending to be the Green Arrow that she was a great kisser but that was it. The two of them couldn't be less compatible if they tried. "Hot fudge and halibut," as Lois aptly described them.

Luckily, they had figured out the plan quickly and Clark made his exit. Chloe and Jimmy's greeting kiss had been too much for him … he was definitely not going to stick around to see them being all lovey-dovey.

While he had been trying to make a quick move to leave, Lois had somehow encountered a woman who offered her a way to move on from Oliver … in a form of a lipstick that caused the wearer to fall in love with the first person they saw.

Just his luck, it happened to be him.

The minute she came to see him in the farm, dressed in clothes that Lois would never touch, he knew something was wrong. If he wasn't positive when he saw Lois, then her hitting on him confirmed it. Clark managed to escape but she tracked him down to the Planet.

Chloe had found the situation all too amusing, especially when he showed her the mixed CD Lois had made for him. And when Lois showed up and Chloe saw the proof, she had ditched him, saying she was going to look up a story. While he knew that she was going to try to find out what happened, he had been left alone with Lois.

Who wasted no time in dragging him to a phone booth and kissing him. And Clark discovered that not only was there some kind of love potion in there but its unnaturally shiny red color came from none other than red meteor rocks.

The rest was history.

_Clark waited impatiently for Lois to get freshened up. He had already changed, not wanting to storm in looking like a dorky farmboy … he wanted to make a grand entrance at the engagement party of his former best friend and ex-girlfriend. _

_But what was taking Lois so long? When the brunette finally reappeared, he shot her a heart melting smile. Lois was definitely beautiful and he didn't know what had been in the lipstick to cause her to a 180 towards him but he wasn't complaining. _

_She may not be the woman he loved but she was a great kisser and sexy as hell. Besides, it had been a long time since Lana and if she was willing, who was he to complain? _

_Besides, he took great glee in the fact that he was able to show her how much better than Oliver he was. She, who had scoffed at him and described him so that Oliver expected a dork was now wild about him. It was definitely a thrill. _

_To take it one step further, he even almost had sex with her in Ollie's penthouse. _

"_Ready to go?" he asked. _

"_Definitely," she said. "Are you sure you don't want to stay in?" she asked seductively, placing a hand on his chest. _

"_No way," he responded. "Besides, you look gorgeous … I think we should go show off a bit. There's be plenty of time for everything else later." _

"_You're right," she agreed, nodding. She eyed him. "I definitely didn't know you owned clothes like that. That's hot." _

"_What can say?" Clark asked smoothly. "I love surprising people." _

"_And you're good at it," Lois remarked. "Let's go surprise some more people." _

_Clark grinned and they made their exit. _

_Their timing was impeccable. Lex was making his toast as Lois and Clark barged in. Watching the guests, Clark inwardly frowned at seeing Chloe and his mother among them. _

"_Looks like we missed dinner," he noted coolly. _

"_Clark, what are you doing here?" Lex demanded. _

"_Come on Lex," Clark replied, circling the table, "You didn't think I was gonna miss this, did you?" His gaze fell on his mom. "And look. My own mother would rather raise a glass with the enemy than stand by her own son." _

_He had never said how much it bothered him to have her attending this wedding and constantly throwing the Luthors at him. Now he couldn't stop himself and he didn't want to stop even if he could have. _

"_Clark," Martha said calmly, "You're not yourself." _

"_It's okay Mom," Clark told her. "You're more a Luthor than a Kent these days anyway. I mean, Dad's been, what, dead a year? But who can blame you for joining the race with Lana to see who's gonna add the Luthor monogram to their name first?" _

_Martha looked visibly shocked at his words and out of the corner of his eyes, he could see Lana's stunned expression but he couldn't bring himself to care. _

_Clark watched as Lex started to move toward him, Lana being the only one holding him back. _

"_Lex," he heard Lana say, "He's obviously on something and he wants us to react. Please don't." Much to Clark's amusement, Lex obeyed. 'Whipped already, huh Lex?' he couldn't help but think. _

_But he was already moving again, stopping behind Chloe's chair. She didn't turn to face him though and he leaned in to whisper in her ear. _

"_Chloe," he said, "I can't say that I'm surprised that you're celebrating here. After all, once Lana's off the market, all those years of unrequited pining may actually pay off." He moved closer to her. "I can't say I haven't thought about it," he added. "In fact, I have … a lot. If it was up to me, Jimmy'd be long gone. We should stop pretending Chloe … we both know he'll never beat me. Come with me, Chloe … we could be great together." _

"_Stop Clark," she managed to say through gritted teeth. "This really isn't you." _

"_I'm more me than ever," he said stiffly, frustrated at the rejection. "But fine, it's your loss." _

_Clark stood, facing Lana. "And you," he said finally. "You know, I got to hand it to you. If you were gonna rebound, why not choose the one person I hated the most? But, I mean, come on, Lana. The joke's over by now, isn't it?" _

_He didn't really care for Lana but Chloe had turned him down and he was going to show her exactly what she lost. _

"_Clark, I think you've done enough damage," Lex interrupted. "Why don't you leave?" _

"_I'm not done yet," Clark yelled. "Besides Lex, I haven't given you my gift yet," he finished, a little more calmly. _

_Grabbing a glass of champagne from the table, he lifted it. "Congratulations on sealing the deal." He pulled out a baby rattle and held it up to the group. _

"_To baby Luthor," he said, pausing when he heard gasps and tossed the rattle to Lex. "The real reason Lana's marrying you." _

_He held the champagne glass towards Lana, in a mock toast and Lana just looked back in disgust. At this, Lex rushed toward him but Clark was able to dodge him easily, throwing him into a table holding a display of wine glasses, which shattered to the ground as Lex fell into them. _

"_Lex!" Lana screamed. Turning toward Clark, she scowled. "How dare you?" _

"_C'mon Lana, if no one else in this room is gonna save you from Lex, then I will," Clark said. He grabbed her by the arm and started to pull her toward the door when Lois got in the way. _

"_I don't think so," Lois said firmly. "Lana is your past. I'm your future." _

"_This is the present," Clark retorted and he dragged Lana out of the room. Lana struggled but she was unable to break his grip. _

_There was nothing anybody they could do. With a blink of the eye, they were gone. _

Clark sighed, rubbing his head, as the memories rushed back. As he each one hit, he felt more and more ashamed. He recalled how he took Lana back to his barn and how Lex had come after him.

_I almost killed Lex. _It was true … he was more than happy choking the life out of him. If his mom hadn't come along with the meteor rock … Clark shook his head. He didn't want to think about that. Lex was alive and Lana was with him. She probably hated him but that wasn't the person that he was worried about.

No, it was Chloe. Chloe, who he hadn't spoken to since that fateful engagement party. He had even talked to Lois, who thankfully didn't remember anything. She figured he didn't either and he went along with the act, teasing her about the tattoo. Either way, everything was good between them.

_Now Chloe is another story. _Clark had to refrain from cringing as he remembered what he had said to her. He had humiliated her in front of strangers … and most importantly, he was certain he hurt her. Just when he promised he would stop hurting her, he had done it … again.

_I don't deserve her. _But letting her go was not an option.

That was how he found himself in the basement of the Daily Planet one day, coffee and muffins in hand.

Slowly, he walked toward her desk. Her eyes were focused on her computer screen and even when he stopped in front of her desk, she didn't acknowledge him.

"Hi Chloe," he said. She looked up, her expression distant and uncaring.

"Clark," she said cordially. "I have work to do so now is not a good time."

"I brought coffee and muffins," Clark offered, placing both of them on her desk. "Just the way you like it."

She pursed her lips together. "Clark, if this is your lame attempt at an apology, it's fine. I'm not upset."

_Lies. _He knew her better than anyone and he could see that she didn't mean her words.

"That's not my attempt at an apology," he told her. He took a deep breath. "This is. I'm sorry, Chloe … I can't believe I said that and I never meant to hurt you. If I could take it all back, I would." _Well, except for the part where we could be great together. _But he wasn't saying that aloud.

"As I said," Chloe replied, "I know you weren't yourself. No need to beat yourself up over it."

She was giving him an out but he couldn't accept it.

"Chloe, we both know the red meteor rock doesn't change me, just removes my inhibitions," Clark reminded her.

"What do you want me to say?" Chloe asked, finally exploding. "I'm just trying to move on here, Clark."

"I know that and I understand that," Clark said. "I just want to know how to make this right."

"There's nothing to make right," Chloe countered, standing up. She walked to the file cabinet, presumably to get something but it could also be a distraction method. "I finally get how you see me," she finished.

His heart sank. "Chloe … no."

Her back stiffened and she turned to face him once more, the files forgotten.

"All this time," she mused, "I thought we were best friends, partners … equals."

"We are," Clark interjected but it was like he hadn't even spoken.

"I thought you respected me," Chloe said, her voice cracking. The pain there hurt more than kryptonite ever could. And he was the cause of that. Clark was certain he had never hated himself more.

"I thought you cared for me," she went on. "But no … your feelings are out … and all you see me as … is your backpocket girl."

Tears sparkled in her hazel eyes and Clark felt like the devil himself.

"No, Chloe, never," Clark pleaded, ready to go on his hands on knees. He'd do whatever it took … just so she wouldn't look at him like that.

"Please Clark," she said softly. "Just go … I can't look at you right now. It's been a rough week. I need time."

"I can't," he said hoarsely. He had to settle this now because if he gave her time, she may realize how much better off she was without him. No, they had wasted too much time already.

"If you're worried I'm going to spill your secrets to get revenge, I've grown up, Clark," she said sarcastically, oblivious to his thoughts.

"Screw my secrets," he said immediately, causing Chloe to gasp.

"Clark!" she admonished.

He shrugged, not the least bit apologetic. "It's true," Clark responded. "I don't care … it's not important. At least not now. Chloe, what matters is you and our friendship … I can't lose you. Please, just give me a chance. A half an hour of your time … that's all I ask."

Chloe sighed, but he could tell she was melting.

"Just half an hour," Clark begged. "30 minutes … and if you don't want me, I'll go … I'll leave and not bother you ever again." Saying those words pained him because walking away from Chloe would destroy him. But he had to do what he had to do. Her happiness was far more important to him than his own.

If leaving her alone was what it took to make her happy again, that's what he would do.

Chloe stared at him for a moment and slowly nodded.

"I can never say no to you," she muttered. In a louder voice, she said, "We can go now."

Not wanting to let her change her mind, he led her out. She just followed him as they walked out of the Daily Planet. There was an uncomfortable silence between them, which was more than a little disconcerting. Chloe never asked where they were going, probably figuring that Clark knew what he was doing.

He did.

Finally, they stopped and when Chloe saw where they were, she turned to him.

"Clark," she said wearily.

"Chloe," he said seriously. "This is our place." He begged her with his eyes. "Have a milkshake with me?"

There was a pause and Clark didn't know what she was going to say.

"Yeah, okay," she agreed finally, stepping inside the place that they knew so well.

They ordered and he paid, only having to shoot her a glance when she started to protest.

Sitting with their drinks, Clark wasn't quite sure where to start.

"So," he said slowly.

"You wanted to talk?" she said bluntly. Seeing his pained expression, she sighed.

"Is this how it's going to be?" Clark asked quietly. "One mistake and I've ruined everything?"

"It's not that you made a mistake Clark," Chloe argued. "It's the fact that I don't know how you see me anymore. With a few words, you smashed every belief I had about what you thought about me … about _us_. I used to think I knew you so well but I never figured you could do all that … use Lois, treat me like that and kidnap Lana? That's not the Clark I know. And it's scary for me to think that after all this time, I don't know you at all."

"You do know me," Clark insisted. "Better than anyone."

"Do I?" Chloe said.

"You do," Clark confirmed. "Look, Chloe … sometimes, I have a tendency to bottle up my feelings …"

"And you can't do that Clark," Chloe interrupted. "I mean, if you do, this kind of stuff happens."

"That's what my mom said too," he recalled.

"She's a smart woman," Chloe commented.

"Yeah, she really is," Clark agreed, with a smile. His heart skipped a beat when Chloe smiled back. _Maybe all is not lost. _

But he knew what he had to do. If he was ever to explain everything, he was going to make a huge risk … he was going to have to tell her the truth about how he felt.

Hopefully this wouldn't scare her off.

"I know you were shocked with what I said," Clark told her. "But I didn't mean to hurt you … I hate that I did."

"Why did you Clark?" Chloe questioned, hurt evident n her tone. "What was the point? Deep inside, you want to see me humiliated? Is that it?"

"No, not at all," Clark said quickly. He took a deep breath. "Chloe … what I told you about it all being a lie … _that _was the lie. I meant some of it."

The light in her eyes faded.

"Not the parts you think," Clark continued. "The part about me … the part about me having thought about it … about _us_. The part about us being great together …. That part I meant. Chloe, I know I've been moping over Lana lately but it was all fake."

"That's impossible," she said, looking stunned. "I can tell fake emotions … you were genuinely distressed."

"I was upset," Clark conceded. "But not over Lana. I just let you think it was over Lana. The truth is … I was jealous … jealous of Jimmy … jealous that the two of you were together."

"What are you saying?" Chloe breathed, her hands clutching her cup, eyes wide.

"I'm saying … I'm the guy of your dreams masquerading as your best friend," Clark said, his voice shaky.

"You heard me?" Chloe said suddenly. "I thought you never read my letter."

"What letter?" Clark said, confused. What was she talking about?

She stared at him, amazed. "Nothing," she said in a dazed voice. "Go on."

"Okay," Clark said, a little thrown off but he continued. "Chloe, I've been in love with you for a long time. I know you have Jimmy but I figured that if I wait long enough … maybe you'll come back to me. I thought just staying by your side, being your friend was good enough … but when I was on red kryptonite, everything I was feeling just came out."

"How long have you felt this way?" Chloe asked.

"A while," Clark said, shrugging. "I mean, I wanted to do something after you kissed me … but you said it didn't matter."

"But you never fought!" Chloe said, jumping up. "Clark, you _never _fight for me. You always are just to willing to let us be. Of course I said I didn't expect anything … after all the times I've been rejected by you, did you really think I'd put my heart out there again?"

Obviously frustrated and emotional, she practically ran out. Clark stood up and went after her without a second thought.

He found her by the side of the building, arms wrapped around herself, tears trailing down her cheeks.

She knew he was there.

"Why do you do this to me Clark?" Chloe asked, not looking at him.

"I'm sorry?" he said weakly.

"Every time I think I can move on, you just come back and prove that there is no way I'll ever get over you," she said.

His heart pounded in his chest. She wasn't over him … she still loved him? Never had more beautiful words been spoken. Hope blossomed … he still had a chance.

"Jimmy dumped me," she said dully.

"Was it because of me?" Clark questioned, trying hard to keep the joy out of his voice, knowing it was highly inappropriate to feel that way but unable to help it.

"What do you think?" Chloe asked wryly. "He knew … he asked me that if I had the choice, wouldn't I rather be with you? I couldn't answer him. Not immediately. And he knew."

"Chloe, I want to say I'm sorry," Clark said slowly. "But I can't be. Not when I've wanted to _be _him so long just so I can get be with you."

"Then why didn't you fight?" Chloe wanted to know. "I mean, you fight for Lana … but never me. Why _her_ Clark? Why _not me_?"

"Because with you I have much more to lose," Clark answered promptly. This caused her to look at him.

Their eyes met and he knew that she had to see his feelings written all over his expression. There was no more hiding … not now and not ever again. Not from her.

"The last time, I hurt you," Clark said, swallowing hard. "We almost lost everything … I know it was my fault for not telling you about my relationship with Lana but I still can't go through that again. Chloe, you're not only my confidante, my best friend, my secret keeper … you're my whole world. If something should go wrong between us after starting a relationship, I'd lose my everything. Friendship was easier."

He ran his hands through his hair. "I saw you with Jimmy … the looks you guys exchanged and I figured that you moved on from me. I mean, I'm sure you're wondering why I waited that long … well, I wanted to make sure what I felt for you was true. I didn't want you to think you were my rebound relationship and I certainly didn't want to go into a relationship with you even with the hint of doubt. But then there was Jimmy and I figured I'd lost you. You found this guy who made you happy and I decided that after everything you had gone through with me, you deserved some happiness. So I stayed away. But I never stopped wanting you, Chloe. Not for a second."

"How long were you just going to wait?" Chloe questioned.

"If I had to … forever," Clark said honestly.

Chloe smiled, a true smile for the first time that day. "Forever huh?"

"You're worth the wait," Clark replied.

He would've said more but he wasn't able to … because that was the moment that she chose to kiss him. It seemed that he was always the one being kissed. The first time they had kissed, a kiss that had been his first ever, it had been her who initiated it. Now again, it was her.

And he was okay with that.

As long as he could keep kissing Chloe Sullivan, he didn't care who started it. He pulled her into his arms and responded with everything that he was, making sure to pour all the love and passion he had for into that kiss.

Eventually, they did have to part, needing air but Clark didn't let her go. Nor did she make a move to leave his embrace.

"I'm done waiting," she said, trying to catch her breath.

"Me too," Clark said, smiling warmly.

"I'm warning you Kent," Chloe teased, "Now that I have you, I don't have any plans to let go."

"That's good," Clark said, "Because I don't want to be let go." He kissed her lightly. "And I have my own plans too, you know."

"Is that so?" she flirted.

"Yup," he said seriously.

"What kind of plans?" she questioned.

"Well, they involve you, me and spending the rest of our lives together," Clark informed her, the grin threatening to spread across his face even while he was trying to be serious.

"I can live with those plans," Chloe told him.

Clark chuckled. "Good to hear." They exchanged smiles and Clark had never been happier.

Linking arms, they walked back into _their _spot and sat down for the first time as a couple.

He was there with his Chloe in their spot. It was good when they were friends but now they were a couple.

At long last, he was with the woman he was madly in love with, who happened to be his best friend.

Yeah, his life was pretty damn good.


End file.
